Securities code: Anhui Ankai Automobile Co.Ltd(000868) securities abbreviation: Anhui Ankai Automobile Co.Ltd(000868) Announcement No.: 2022029 Anhui Ankai Automobile Co.Ltd(000868)
About carrying out creditor’s rights transfer business with Zhong’an assets company
Announcement of related party transactions
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
On March 18, 2022, Anhui Ankai Automobile Co.Ltd(000868) (hereinafter referred to as “the company”) held the 13th meeting of the 8th board of directors, and the related directors Mr. Jiang Han and Mr. Ma Chao abstained from voting. The meeting deliberated and adopted the proposal on carrying out creditor’s rights transfer business and related party transactions with Zhong’an assets company with 7 votes in favor, 0 against and 0 abstention, and submitted the proposal to the 2021 annual general meeting of shareholders of the company for voting. The specific contents are announced as follows:
1、 Overview of related party transactions
In order to further revitalize the stock assets and optimize the debt structure of the company, the company plans to carry out creditor’s rights transfer business with Anhui Zhong’an Financial Asset Management Co., Ltd. (hereinafter referred to as “Zhong’an asset company”), and agrees that the company and its holding subsidiaries transfer part of the due creditor’s rights of receivables held by them to Zhong’an asset company for restructuring, with a total amount of no more than 300 million yuan and a restructuring period of no more than 3 years.
Zhong’an assets company is the holding subsidiary of Anhui Investment Group Holding Co., Ltd., the second largest shareholder of the company. This transaction constitutes a related party transaction.
According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange and the articles of association, the transaction amount accounts for 113.09% of the latest audited net assets of the company, which shall be submitted to the general meeting of shareholders for deliberation. This transaction constitutes a connected transaction and does not constitute a major asset reorganization as stipulated in the administrative measures for major asset reorganization of listed companies.
2、 Basic information of related parties
Company name: Anhui Zhongan Financial Asset Management Co., Ltd
Company type: joint stock company
Address: 601, Haiheng building, No. 6, Cuiwei Road, economic and Technological Development Zone, Hefei, Anhui Province
Legal representative: Hu Jianmin
Registered capital: RMB 4 billion
Business scope: acquisition, entrusted operation, investment and disposal of non-performing assets of financial institutions and non-financial institutions; Asset management and evaluation; Equity management and investment; Investment management and consulting; Asset securitization business; Enterprise reorganization, merger and acquisition and bankruptcy management; outbound investment; Financial, legal and risk management consulting and consultant. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Unified social information code: 91340111ma2nqfgg7t
Affiliated relationship: the holding subsidiary of Anhui Investment Group Holding Co., Ltd., the second largest shareholder of the company
Main financial data: as of December 31, 2021, Anhui Zhong’an Financial Asset Management Co., Ltd. has total assets of 1167867631533 yuan, total liabilities of 738399211172 yuan, net assets of 429468420361 yuan, operating income of 74179602204 yuan and net profit of 1832668371 yuan in 2021. (Unaudited)
3、 Main contents of related party transactions
1. Subject matter of transaction: partial due receivables and creditor’s rights of the company and its holding subsidiaries
2. Transaction type: debt transfer and reorganization
3. Transaction limit: no more than 300 million yuan
4. Restructuring period: no more than 3 years
Relevant agreements have not been signed yet. The board of directors of the company authorizes the management of the company to sign relevant contracts such as creditor’s rights transfer agreement with Zhong’an assets company according to the actual business needs.
4、 From the beginning of the year to the disclosure date, the total amount of various related party transactions with the related party has been accumulated
In addition to this related party transaction, from the beginning of the year to the disclosure date, the total amount of various related party transactions that have occurred between the company and Zhong’an assets company and other companies controlled by the same subject is RMB 10000.
5、 Purpose of transaction and impact on the company
The company’s debt transfer business this time is conducive to further revitalize the stock assets, optimize the company’s debt structure, and further enhance profitability and market competitiveness. This transaction will not have a significant impact on production and operation, nor will it affect the interests of the company and all shareholders, the independence of the company’s business, and the risk is controllable.
6、 Opinions of independent directors
The independent directors of the company approved the matter in advance and expressed independent opinions: the company’s debt transfer business is conducive to further revitalize the stock assets, optimize the company’s debt structure, further enhance the profitability and market competitiveness, which is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. The procedure for the board of directors to consider the matter is legal and compliant, and the related directors have avoided voting. We agree to the proposal and agree to submit it to the general meeting of shareholders for deliberation.
7、 Documents for future reference
1. Anhui Ankai Automobile Co.Ltd(000868) resolutions of the 13th meeting of the 8th board of directors;
2. Relevant independent opinions of independent directors.
It is hereby announced
Anhui Ankai Automobile Co.Ltd(000868) board of directors March 22, 2022
